How the Corporation Conquered John Bull

Authors

A.W. Brian Simpson, University of Michigan Law SchoolFollow

Abstract

This is a study of the evolution of the forms of business organization during the industrial revolution. Historians never fully agree about anything at all, and often with good reason, but there is really no doubt that the period covered by this book is one that saw major changes in agricultural and industrial production, and in commercial practice and organization. It is convenient to refer broadly to the changes which took place in terms of a revolution, industrial, agricultural, or less commonly, commercial in nature. Long before the starting date for this study, which is the date of the Bubble Act of 1720, there had existed firms of one kind or another, which had engaged in production, commerce, and consumption. The oldest form taken by the firm is the family. There existed in medieval and early modern England numerous other important legally recognized associations or collectivities, such as households, guilds, colleges, universities, Inns of Court and Inns of Chancery, convents, cities, boroughs and charitable foundations, such as hospitals. The typical form of association employed for business purposes was the partnership. But in the course of the sixteenth and seventeenth centuries, the institution of the corporation, which was conceived to possess a personality distinct from that of its members, and which had evolved outside the commercial world, came to be employed for business purposes. In the same period the Court of Chancery invented the conception of the trust, an institution to some degree modeled on the earlier medieval institution of the use. In origin quite unconnected with the commercial world, the trust could, potentially, be adapted for use in the commercial field, though this development was not to take place until the eighteenth century. The main emphasis of Ron Harris's Industrializing English Law: Entrepreneurship and Business Organization 1720-1844 is on the forms of commercial group organization, some incorporated, some not, which were available to the business community after 1720, in particular during the industrial revolution. Harris provides a full chapter devoted to the pre-1720 business corporation, which was mainly associated with overseas trade and monopoly. Two distinct forms of business corporation evolved - the regulated corporation and the joint stock corporation.

Recommended Citation

A.W. B. Simpson, How the Corporation Conquered John Bull, 100 Mich. L. Rev. 1591 (2002).
Available at: https://repository.law.umich.edu/mlr/vol100/iss6/20